During the Clone Saga, Dr. Otto Octavius was killed by Kaine and was replaced not long atter, by Carolyn Trainer, daughter of Seward Trainer, an adoring student of Octavius. She obtained a set of four tentacles identical to Octavius' and made use of a personal force-field that kept anything from hitting her. (However, her tentacles could lash out from the shield at any time during its use.) She took the name Doctor Octopus in honor of her beloved instructor, the original Dr. Octopus.